Decision and Details
The boards of directors of サワイグループホールディングス株式会社 and 沢井製薬株式会社Absorption-type corporate split of the digital medical device business relating to the treatment of non-alcoholic steatohepatitis (NASH)
To have the rights and obligations relating to the digital medical device business for NASH treatment transferred between companies in a wholly owned parent-subsidiary relationship
The amount of any impact on financial results is not stated. Both the transferring company and the successor company have determined that there is no issue with their ability to perform their obligations after the effective date.
| Item | Details |
|---|---|
| Matter Covered | Absorption-type corporate split of the digital medical device business relating to the treatment of non-alcoholic steatohepatitis (NASH) |
| Decision-Making Body | The boards of directors of サワイグループホールディングス株式会社 and 沢井製薬株式会社 |
| Decision Date | 26 June 2026 (date the corporate split agreement was executed) |
| Implementation Date | 1 September 2026 (scheduled effective date) |
| Period Covered | On and after 1 September 2026 (after the effective date) |
| Amount | Consideration: no shares, cash or other consideration will be delivered; stated capital and reserves: no change in either |
| Quantity / scale | All assets, liabilities, contractual positions and related rights and obligations relating to the business will be transferred, excluding employment contracts |
| Impact on Business Performance | The amount of any impact on financial results is not stated. Both the transferring company and the successor company have determined that there is no issue with their ability to perform their obligations after the effective date. |
| Reason | To have the rights and obligations relating to the digital medical device business for NASH treatment transferred between companies in a wholly owned parent-subsidiary relationship |
| Governing Rule | Articles 782(1), 794(1), and 758(4), (5), (6) and (8) of the Companies Act; Articles 183 and 192 of the Ordinance for Enforcement of the Companies Act |
| Future plans | The absorption-type corporate split is scheduled to take effect on 1 September 2026. If required by laws or regulations or due to other unavoidable circumstances in the course of the procedures, the companies may change the effective date after consultation between them. |
Items this document does not state (1)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.As this is a corporate split between a wholly owned parent and its wholly owned subsidiary, no shares or other consideration will be allotted or delivered. The purpose of the business transfer is to have 沢井製薬株式会社 succeed to the rights and obligations relating to the digital medical device business for NASH treatment.